The name of this organization shall be the Republican Club of Harford County" (Hereinafter called "Club").

The purpose and mission of the Republican Club of Harford County is to promote the platform of the Republican party in Harford County, to raise funds to support local Republican candidates, to cooperate with the Republican party and its affiliate organizations, to educate the citizens of Harford County on issues affecting their daily lives, and to foster fellowship.

The officers of the Club shall be a President, Vice-President, Secretary, and Treasurer. All officers shall be elected by the Club

SECTION 1. PRESIDENT: The President shall be the chief executive officer of the Club; shall preside at all meetings of the Club; shall have general supervision over the affairs and activities; shall make all Club appointments unless herein or by law otherwise provided; shall he the official spokesperson for the Club; and shall perform such other duties as are required by law and as usually pertain to the office of the President.

The Vice-President shall perform the duties of the President in his/her absence and perform such other duties as are required by law or as may be prescribed by the President and are incident to this office, and in the event a vacancy occurs in the office of the President, the Vice-President shall exercise all of the powers and perform all the duties of the President until such vacancy has been filled by the Club. The Vice-President shall perform such duties as are incident to this office.

SECTION 3. SECRETARY: The Secretary shall keep complete and accurate minutes of all meetings of the Club; shall be responsible for official notices and reports as required by law or by these Bylaws; shall maintain the corporate records of the club; and shall perform such other duties as the President of the Club may assign.

SECTION 4. TREASURER: The Treasurer shall be responsible for the receipt and disbursement of all monies by and for the Club; shall maintain the accounts for the Club and shall maintain complete and accurate records of all receipts and disbursements; shall submit an annual estimated budget to the President prior to December 31 of each year; shall submit annually a written report of the activities of the office to the President of the Club prior to the annual meeting in April of each year; shall render periodic reports of income and expenditures as required by the President; and shall, upon request, account to and transfer to the successor Treasurer any funds belonging to the Club at the end of his/her term. The Treasurer shall have ready all financial records for review by the Board of Directors upon resignation of the Treasurer, dismissal of the Treasurer, expiration of the Treasurer’s term, or upon request of the Board of Directors.

SECTION 5. ELECTION OF OFFICERS: Election of officers shall be held at the annual meeting, at which a quorum is present, and officers shall be elected by a plurality vote of the members in good standing who have paid their membership fees and dues by the annual meeting. Their term shall be one year, and officers may stand for re-election. Beginning with the term commencing on April 1, 2010, no officer shall serve more than three consecutive years in the same office.

SECTION 6. VACANCIES: Officer vacancies shall be filled by an existing member of the Board of Directors within thirty (30) days of the vacancy by a majority vote of the Board of Directors.

The membership of the Club shall be open to all registered Republican voters.

SECTION 1. The annual meeting of the Club shall be held in the month of April of every calendar year, at which time officers, and board members of the Club, shall be elected by members in good standing who have paid their membership fee or annual dues, as the case may be, by the annual meeting.

SECTION 2. Regular meetings of the Club shall be held not less than four (4) times a year.

SECTION 3. Special meetings may be called by the President or shall be called upon the written petition of the majority of the membership.

SECTION 4. Fifteen percent (15%) of the members shall constitute a quorum for the transaction of business at any duly called meeting of the Club, except as otherwise stated in these bylaws or by law.

SECTION 5. The order of business of the meetings shall include:

Call to Order

Secretary's report of minutes of prior meeting

Treasurer's report

Announcements

Old business

New business

Adjournment

SECTION 6. When not inconsistent with the provisions of these Bylaws, Robert's Rules of Order (revised) shall govern all meetings of the Club, Board of Directors of the Club, or Club committee.

SECTION 7. Unless otherwise prohibited by these Bylaws or statute, all matters to be voted on by the membership shall be by a majority vote of the members present.

SECTION 1. The Board of Directors may at its discretion appoint committees. The President shall appoint the chair of all committees with the approval of the Board of Directors. Each committee shall report on its progress as requested by the Board of Directors, but not less than once per year.

SECTION 2. NOMINATING COMMITTEE: At a regular meeting of the Club, at least sixty (60) days prior to the date of the annual meeting, the President shall appoint a committee to be known as the Nominating Committee, which shall consist of at least two (2) members. The President shall designate the Chairperson of the committee. The duties of this Committee shall be to make nominations, with consent of those nominated, and to prepare a ballot for the election of such officers and directors.

At least thirty (30) days before the annual meeting, the Nominating Committee shall submit a list of nominees for each office to be filled and a list of nominees not exceeding the number of directors to be elected. The list submitted by the Nominating Committee, and members nominated, with at least one second from the floor at the annual meeting, shall be the list of nominees submitted to the Club for an election of officers and directors.

This Constitution and Bylaws shall take effect and be enforced when adopted by an affirmative vote of two thirds of the members present at a duly called and constituted meeting of the Club. The Constitution and Bylaws may be amended at any meeting by the affirmative vote of two-thirds of the members present at a meeting called in accordance with Article V of the bylaws in which a quorum is present, and provided further that notice of the proposed amendment was sent to each member of the Club at least ten (10) days prior to the meeting.

A committee to review the by-laws may be appointed by the President of the Club. The by-laws review committee may be formed each odd-numbered year at the first meeting following the Annual Meeting. The by-laws review committee shall consist of at least two members and a chairperson and shall report any changes to the by-laws by the fourth meeting following the Annual Meeting.

SECTION 1. The property and business of the Club shall be managed under the direction of the Board of Directors of the Club.

SECTION 2. NUMBER AND TERM OF OFFICE: The directors of the Club shall consist of the officers of the Club and seven (7) additional members for a total of eleven (11) directors, one of which shall automatically be the past president. The directors, other than the officers of the Club, shall be elected from the members of the Club and shall serve for a period of one (1) year, and directors may stand for re-election.

SECTION 3. ELECTION OF DIRECTORS: The election of the directors, other than officers, shall he held at the annual meeting and the directors shall be elected by a plurality vote of those present at the annual meeting who have paid their membership fees and dues by the annual meeting. Their term shall be one (1) year, and directors may stand for re-election.

SECTION 4. FILLING OF VACANCIES: Directors' vacancies, other than officers, shall be filled within thirty (30) days of the vacancy by a majority vote of the members of the Board.

SECTION 5. MEMBERS OF THE BOARD OF DIRECTORS: Members, who hold a nominated, elected or appointed office either term or temporary in another political club, will be excluded from holding a position as a board member or officer.

SECTION 6. DISMISSAL: Any member of the Board of Directors missing two board meetings in a given year, without approval of the Club President, shall be dismissed from his/her position on the Board of Directors. Those Directors present at the next board meeting following the dismissal may fill the vacancy provided that a quorum of the Board of Directors is present. The Board of Directors, may, by a two-thirds vote, dismiss any member of the Board of Directors for reasons of malfeasance or misfeasance.

SECTION 1. The membership fee shall be set by the Board of Directors and payable upon the election to membership of a Club member.

SECTION 2. The annual dues for members shall be set by the Board of Directors and payable on a yearly basis.

SECTION 3. To remain a member of the Club, the membership fee and annual dues must be paid and current. The annual dues shall he payable on January 1 of each year. The Board of Directors shall submit a billing to each member thirty (30) days prior to the end of each calendar year. Those members that fail to pay their annual dues by the annual meeting may be assessed a late charge to be determined by the Board. Delinquent members shall be brought to the attention of the Board of Directors who may elect to terminate the membership of the delinquent members after giving those members notice in writing of the intention to terminate.

Adopted this 27th day of October, in the year 2009, by the Board of Directors of the Club and by the majority vote of the membership.